DEEP FISSION, INC. 10-Q

Item 1. Financial Statements. SURFSIDE Acquisition Corp. March 31, 2022 INDEX TO CONDENSED FINANCIAL STATEMENTS Statement Page Index to Condensed Financial Statements 1 Condensed Balance Sheets as of March 31, 2022 (unaudited) and December 31, 2021 F-1 Condensed Statement of Operations for the three Months ended March 31, 2022 (unaudited) F-2 Condensed Statement of Cash Flows for the three months ended March 31, 2022 (unaudited) F-3 Notes to Condensed Financial Statements F-4 1 SURFSIDE Acquisition Corp. CONDENSED BALANCE SHEETS March 31, 2022 December 31, 2021 (Unaudited) ASSETS Current assets Cash $ 9,630 $ - Total current assets 9,630 - Total assets $ 9,630 $ - LIABILITIES AND STOCKHOLDERS’ DEFICIT Current liabilities Account Payable $ 7,352 $ - Note payable – stockholder 22,005 12,025 Advances from stockholder 518 393 Total liabilities 29,875 12,418 Commitments and contingencies Stockholders’ deficit Preferred stock, $ 0.0001 par value, authorized 10,000,000 shares, none issued - - Common stock, $ 0.0001 par value, authorized 50,000,000 shares; 5,000,000 shares issued and outstanding 500 500 Accumulated deficit ( 20,745 ) ( 12,918 ) Total stockholders’ deficit ( 20,245 ) ( 12,418 ) Total liabilities and stockholders’ deficit $ 9,630 $ - See accompanying notes to condensed financial statements F- 1 SURFSIDE Acquisition Corp. CONDENSED STATEMENT OF OPERATIONS For the three months ended March 31, 2022 Revenue $ - General and administrative expenses 7,827 Loss from operations ( 7,827 ) Net loss $ ( 7,827 ) Loss per common share - basic and dilutive net loss $ ( 0.00 ) Weighted average common shares outstanding - basic and dilutive 5,000,000 See accompanying notes to financial statements F- 2 SURFSIDE Acquisition Corp. CONDENSED STATEMENT OF CASH FLOWS For the three months ended March 31, 2022 Cash flows from operating activities: Net loss $ ( 7,827 ) Adjustments to reconcile net loss to net cash used in operating activities: Accounts payable and accrued expenses- related party 7,352 Net cash (used in) operating activities ( 475 ) Cash flows from financing activities: Proceeds from note payable - stockholder 9,980 Advances from stockholder 125 Net cash provided by financing activities 10,105 Net change in cash 9,630 Cash, beginning of period - Cash, end of period $ 9,630 See accompanying notes to financial statements F- 3 Surfside Acquisition Inc. NOTES TO CONDENSED FINANCIAL STATEMENTS March 31, 2022 Note 1. Nature of Operations Surfside Acquisition Inc, (the “Company”) was incorporated in the State of Delaware on December 10, 2021. The Company’s management has chosen December 31st for its fiscal year end. The Company was organized as a vehicle to investigate and, if such investigation warrants, acquire a target company or business seeking the perceived advantages of being a publicly traded corporation. The Company’s principal business objective is to achieve long-term growth potential through a combination with a business, rather than immediate short-term earnings. The Company will not restrict its potential target companies to any specific business, industry, or geographical location. The analysis of business opportunities will be undertaken by, or under the supervision of, the officer and directors of the Company. Note 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ( “GAAP” ). Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents are reported in the balance sheet at cost, which approximates fair value. For the purpose of the financial statements cash equivalents include all highly liquid investments with maturity of three months or less. There are no cash equivalents at the balance sheet date. Income Taxes The Company adopted ASC 740, “Income Taxes” , at its inception. Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets, including tax loss and credit carry-forwards, and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. The components of the deferred tax assets and liabilities are individually classified as current and non-current based on their characteristics. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company recognizes the tax benefits of uncertain tax positions only when the positions are “more likely than not” to be sustained assuming examination by tax authorities and determined to be attributed to the Company. The determination of attribution, if any, applies for each jurisdiction where the Company is subject to income taxes on the basis of laws and regulations of the jurisdiction. The application of laws and regulations is subject to legal and factual interpretation, judgement, and uncertainty. Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations, and court rulings. Therefore, the actual liability of the various jurisdictions may be materially different from management’s estimate. As of March 31, 2022 and December 31, 2021, the Company has no accrued interest or penalties related to uncertain tax positions. Loss per Common Share The Company adopted ASC 260, “Earnings per Share” , at its inception. Basic loss per share has been calculated by dividing the Company’s net loss available to common stockholders by the weighted average number of common shares outstanding during the period. The diluted earnings (loss) per share is calculated by dividing the Company’s net loss available to common stockholders by the diluted weighted average number of shares outstanding for the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. F- 4 Emerging Growth Company The Company is an “emerging growth company” and has elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(1) of the JOBS Act. This election allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. Recently Issued Accounting Pronouncements Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements. Note 3. Capital Stock Preferred Stock As of March 31, 2022 and December 31, 2021, the Company has 10,000,000 shares of preferred stock, par value of $ 0.0001 , authorized and none issued or outstanding. Common Stock As of March 31, 2022 and December 31, 2021, the Company has 50,000,000 shares of common stock, par value of $ 0.0001 , authorized and has issued 5,000,000 shares of its $ 0.0001 par value common stock for $ 500 to the founders of the Company. Note 4. Income Taxes As of March 31, 2022 and December 31, 2021, the Company has approximately $ 4,400 and $ 2,700 , respectively in gross deferred tax assets resulting from net operating loss carry-forwards of $ 20,745 and $ 12,918 , respectively available to offset future taxable income through 2041 subject to the change in ownership provisions under IRC 382. A valuation allowance has been recorded to fully offset these deferred tax assets because the Company’s management believes future realization of the related tax benefits is uncertain. The difference between the tax provision at the statutory federal income tax rate on March 31, 2022 and December 31, 2021, and the tax provisions attributable to loss before income taxes is as follows: Statutory federal income taxes 21.0 % Valuation allowance ( 21.0 )% Effective income tax rate, net - Note 5. Commitments and Related Party Transactions Office Space The Company utilizes the office space and equipment of its management at no cost. Note Payable - Stockholder On December 10, 2021, the Company issued a promissory note (the “Note”) to a stockholder of the Company pursuant to which the Company agreed to repay the sum of any and all amounts advanced to the Company, on or before the date that the Company consummates a business combination with a private company or reverse takeover transaction or other transaction after which the Company would cease to be a shell company. The Note is non-interest bearing unless an event of default occurs. As of March 31, 2022 and December 31, 2021, the amount due under the note payable was $ 22,005 and $ 12,025 , respectively. F- 5 Note 6. Going Concern The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses from inception of $ 20,745 and has a stockholders’ deficit of $ 20,245 and $ 12,418 as of March 31, 2022 and December 31, 2021. Management believes these conditions raise substantial doubt about the Company’s ability to continue as a going concern for the twelve months following the date these financial statements are issued. Management intends to finance operations over the next twelve months through additional borrowings from the existing Note. The accompanying financial statements do not include any adjustments that might be required should the Company be unable to continue as a going concern. Note 7. COVID-19 On March 11, 2020, the World Health Organization officially declared the outbreak of the novel coronavirus COVID-19 a “pandemic.” A significant outbreak of COVID-19 and other infectious diseases has resulted in a widespread health crisis that has significantly adversely affected businesses of all types, economies and financial markets worldwide. The business of any potential target company with which the Company consummates a business combination could be materially and adversely affected. Furthermore, the Company may be unable to complete a business combination if continued concerns relating to COVID-19 restrict travel, limit the ability to have meetings with potential investors or the target company’s personnel, vendors and services providers are unavailable to negotiate and consummate a transaction in a timely manner. The extent to which COVID-19 impacts our search for a business combination will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, among others. If the disruptions posed by COVID-19 or other matters of global concern continue for an extended period of time, the Company’s ability to consummate a business combination, or the operations of a target business with which the Company ultimately consummates a business combination, may be materially adversely affected. F- 6